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Plains All American Pipeline 8-K Report, Corporate Update (Jun 20, 2024)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed June 20, 2024
Period End
June 17, 2024
Securities
PAAPAAPU
In the record · 2016–202610-K1110-Q328-K168

PAA filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 168 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Oct ’17Oct ’17
  2. Leadership change8-K · Sep ’20Sep ’20
  3. Material agreement8-K · Aug ’22Aug ’22
  4. Leadership change8-K · Sep ’26Sep ’26

Summary

Summary of the 8-K filed June 20, 2024. Cited figures are marked; the original filing is the authoritative source.

Plains All American Pipeline, L.P.

("PAA") and its co-issuer PAA Finance Corp. entered into an underwriting agreement on June 17, 2024 with Citigroup Global Markets Inc., MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc. and Truist Securities, Inc., as representatives of the several underwriters, for the issuance and sale of $650 milliona aggregate principal amount of 5.700% Senior Notes due 2034 (the "Notes"), subject to customary terms and conditions. The Notes are being offered under the Issuers' Form S-3 shelf registration statement (Registration No. 333-259387) filed September 8, 2021, and described in a Prospectus Supplement dated June 17, 2024. The Notes will be issued under a supplemental indenture to be dated June 27, 2024, among the Issuers and U.S. Bank Trust Company National Association, as successor trustee, entered into under the Indenture dated September 25, 2002.

The closing of the offering is expected to occur on June 27, 2024, subject to customary closing conditions. The Underwriting Agreement is filed as Exhibit 1.1 to the report, and the filing also includes the Cover Page Interactive Data File as Exhibit 104.

Key Highlights

  1. PAA and PAA Finance Corp. agreed to sell $650 million aggregate principal amount of 5.700% Senior Notes due 2034.
  2. The underwriting agreement is dated June 17, 2024, with Citigroup Global Markets Inc., MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc. and Truist Securities, Inc. as representatives of the underwriters.
  3. The Notes are being issued under a shelf registration statement on Form S-3 (Registration No. 333-259387) filed September 8, 2021, with a prospectus supplement dated June 17, 2024.
  4. The Notes will be issued under a supplemental indenture to be dated June 27, 2024, with U.S. Bank Trust Company National Association, as successor trustee.
  5. The supplemental indenture will be entered into under the Indenture dated September 25, 2002.
  6. Closing of the offering is expected on June 27, 2024, subject to customary closing conditions.
  7. The Underwriting Agreement is filed as Exhibit 1.1 to this Form 8-K.

Frequently Asked Questions

  1. How much debt is being issued and what are its key terms?

    The issuers agreed to sell $650 million aggregate principal amount of 5.700% Senior Notes due 2034, subject to the terms and conditions of the underwriting agreement.

  2. Who are the underwriters for the offering?

    The underwriters are represented by Citigroup Global Markets Inc., MUFG Securities Americas Inc., SMBC Nikko Securities America, Inc. and Truist Securities, Inc., as representatives of the several underwriters named in the underwriting agreement.

  3. Under what registration and documentation is the offering being made?

    The Notes are offered under the Issuers' Form S-3 shelf registration statement (Registration No. 333-259387) filed September 8, 2021, and described in a prospectus supplement dated June 17, 2024. They will be issued under a supplemental indenture to be dated June 27, 2024, under the Indenture dated September 25, 2002.

  4. When is the offering expected to close?

    The closing is expected to occur on June 27, 2024, subject to customary closing conditions.

  5. Who is the trustee for the Notes?

    U.S. Bank Trust Company National Association, as successor trustee, is the trustee under the supplemental indenture and the original indenture.